On May 15, 2023 Adamis Pharmaceuticals Corporation (NASDAQ: ADMP), a commercial-stage biopharmaceutical company focused on developing and commercializing products in various therapeutic areas, including opioid overdose, allergy, respiratory and inflammatory disease, reported financial results for the first quarter ended March 31, 2023, and provided an update on recent corporate developments (Press release, Adamis Pharmaceuticals, MAY 15, 2023, View Source [SID1234631697]).
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Q1 2023 Corporate Highlights
Nasdaq Continued Listing
· On February 23, 2023, Adamis announced that Nasdaq had granted its request to extend the period for the Company to regain compliance with the $1 minimum bid share price requirement, subject to the Company evidencing compliance with all applicable criteria for continued listing, by no later than a final extension date of June 26, 2023.
· The Company’s continued listing is subject to the timely satisfaction of certain interim milestones and undertaking of certain corporate actions during the compliance period, including without limitation: (1) the Company executing the merger agreement with DMK Pharmaceuticals Corporation; (2) effecting a reverse stock split of its common stock; and (3) achieving the minimum closing bid price of at least $1.00 per share for a minimum of ten consecutive business days prior to the expiration of the compliance period.
· On April 12, 2023, Adamis received another notice from Nasdaq indicating that for the last 30 consecutive business days, the Company’s minimum Market Value of Listed Securities (MVLS) was below the minimum of $35 million required for continued listing on the Nasdaq Capital Market. Pursuant to Nasdaq listing rules, the Company will have until October 9, 2023, to regain compliance with the MVLS standard, which requires that the MVLS be at least $35 million for a minimum of 10 consecutive business days at any time before expiration of the compliance period. The notice had no current effect on the listing of the Company’s common stock.
· The Company believes that by both effecting a reverse stock split and closing the merger transaction with DMK Pharmaceuticals, it can regain compliance with both Nasdaq requirements prior to the June 26th deadline.
Merger Agreement with DMK Pharmaceuticals
· On February 24, 2023, the Company entered into an Agreement and Plan of Merger and Reorganization with DMK Pharmaceuticals Corporation (the "Agreement").
· DMK is a private, clinical-stage biotechnology company at the forefront of endorphin-inspired drug design focused on developing novel treatments for opioid use disorder and other neuro-based diseases.
· At a special meeting of stockholders of the Company held on May 15, 2023, the stockholders of the Company approved proposals relating to the proposed DMK merger transaction and the proposed reverse stock split. The Company expects to close the merger transaction as soon as all remaining closing conditions have been either met or waived by the parties.
Financing
· On March 14, 2023, the Company announced that it had entered into a securities purchase agreement with a single, healthcare-focused institutional investor for the purchase and sale of 16,500,000 shares of its common stock and pre-funded warrants to purchase up to 7,500,000 shares of common stock, together with warrants to purchase up to 48,000,000 shares of common stock. The Company received gross proceeds of approximately $3.0 million, before deducting fees and other estimated offering expenses.
· On May 2, 2023, the investor exercised the pre-funded warrants in full.
Q1 2023 Financial Highlights
· Total net revenue for the first quarter of 2023 was approximately $1.5 million compared to approximately $1.2 million in the first quarter of 2022, an increase of approximately 26%. The increase in revenues was primarily due to increased sales of ZIMHI. No revenues relating to SYMJEPI were reported in the first quarter of 2023 or 2022, due to its manufacturing hold and voluntary recall that was announced in March 2022.
· Operating expenses (selling, general and administrative expenses and research and development expenses) for the first quarter of 2023 were approximately $6.1 million compared to $7.6 million in the first quarter of 2022, a decrease of approximately 20%. The decrease was primarily due to lower development spending, offset by increases in legal, audit and advisory fees associated with both the proposed merger transaction with DMK and the March financing transaction.
· Net loss for the combined (continued and discontinued) operations for the first quarter of 2023 was approximately $8.9 million compared to a net loss of $10.4 million in the first quarter of 2022, a decrease of approximately 14%.
· Cash and cash equivalents as of March 31, 2023, were approximately $3.1 million.
Conference Call Information
Management will host a live webcast/conference call today, May 15, 2023, at 2:00 p.m. PT / 5:00 p.m. ET, during which Company executives will review financial information for the first quarter of 2023 and provide a corporate update, which may include an update concerning the results of the Company’s special meeting of stockholders held on May 15, 2023, as well as concerning the proposals acted upon at the meeting.
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A live audio webcast of the conference call will also be available via this link. If you are unable to participate in the live call, a replay will be available shortly after the live event. To listen to the replay please visit the events page of the Adamis investor relations section of the company website at View Source